The goal of this research is to develop a safe, stable, isotonic, and inexpensive emulsion that will be useful as a cancer preventative and therapeutic agent. The specific aims of this research are: 1. To develop and characterize a lipophilic antioxidant emulsion, with beta- carotene as the active ingredient. 2. To evaluate the safety and efficacy of this emulsion as both a chemopreventative agent and a chemotherapy agent in animal tumor models. If Phase I demonstrates feasibility and the benefits of treatment with this emulsion, then in Phase II, we will then determine the optimum dosage regimen, and evaluate its ability to improve the longevity of individuals and animals suffering from cancer.